Disclaimer: All characters are owned by someone else (i.e not me, unfortunately). Hopefully, no copyrights were breached in
my making of this fic (I didn't mean to!) and I made no money doing this whatsoever. This is purely for my entertainment,
instead of studying! This story contains sex between two adult women, so if that isn't your thing, turn away now!

Helena sighed contentedly as she inwardly stretched. Her head was on Barbara's lap, and the redhead was distractedly
playing with Helena's hair as she watched a documentary on the Discovery Channel. Helena wasn't particularly interested in
'The Ice Man' but didn't want to pass up the opportunity of time with Barbara. Besides, she found it cute: the look of concentration
on Barbara's face as she watched. Helena found it slightly ironic that on a quiet night off, such as this, Barbara didn't
pass up the opportunity of cramming even more information into what Helena believed was an overworked brain.

As the commercials came on, Barbara didn't break her gaze from the TV. Helena waved a hand in front of Barbara's face
in an attempt to draw her attention away from the screen, but Barbara hardly took any notice. Helena decided that trying
to distract Barbara could often be extremely difficult, and although she tried different tactics to see which one worked the
best, she thought that she could probably pass up on the opportunity and let Barbara watch her program.

What she didn't know was that Barbara wasn't watching TV. She was watching Helena's reflection in the screen. The light
was positioned in such a way that she could see herself and Helena in the screen, but Helena could not. Once the program
came back on, and the narrator re-capped the events so far, Barbara let her fingers stray.

Helena was half-asleep, Barbara's gentle massage of her pressure points making her drowsy. She was nearly fully awake
when she felt Barbara's hand start to stroke the curve of her breast.

"Barbara!" she gasped, arching her back slightly as she felt fingers pinch her erect nipple.

Barbara tried not to smile, intent as she was in watching the TV. "Shh, I'm watching this," she said, sounding
as serious as she possibly could. Helena couldn't keep her eyes open as she felt fingers tweaking her nipple, producing an
arousing pleasure/pain feeling. Her head fell further into Barbara's lap, and Barbara had to look down, unable to contain
a smirk at the face she beheld. Helena's head was tilted back, her elegant neck exposed, and Barbara could easily see the
plunge of her neckline and the dark shadow between her lover's breasts.

Barbara was almost idly caressing her lover, feeling her own arousal grow as she heard gasps and groans coming from the
woman beneath her. She shifted a little, and was sure Helena could feel the heat coming from her center, as the brunette
gasped suddenly.

"Helena, please be quiet," Barbara admonished. Helena did as she was told, biting her plush lower lip with
her teeth, and wondering if Barbara realized what she was doing. Of course, she did, but Helena didn't want her to stop.
Barbara decided to leave Helena's swollen nipples for a while, working her way down to caress Helena's smooth stomach. She
traced the outlines of slightly defined muscles, feeling them flex beneath her hand. Helena wasn't ticklish, but Barbara's
touch was so feather light that she became sensitized quickly.

"Mph," Helena groaned, remembering to keep quiet, but having trouble doing so. Barbara's fingers were circling
her navel, but it was as if she could feel the action on her clit. It helped that she was wearing tight jeans: when she shifted,
part of the seam pressed deliciously against her throbbing sex.

As soon as the next commercial break came, Helena decided to risk talking.

"Bar-"

"Helena, what did I say?" Barbara said, before removing her glasses, brushing her silky red hair behind her
ears, and leaning down to kiss Helena. Their positioning made Barbara's chin touch Helena's nose, but that didn't matter.
Whether they were upside-down or the right way up, their kisses were always erotic.

This time, Barbara was in control, and she dominated Helena's mouth. Although Helena was the one being fondled, Barbara's
kiss was as needy as hers, and as their tongues battled for dominance, Barbara started to knead Helena's breasts, and she
soon won. Helena gasped at the combined feeling of Barbara's tongue in her mouth, and her hands massaging her breasts.

Barbara loved the feeling of Helena's piercing against her tongue, and moaned softly as she remembered how it felt against
other parts of her body. As if on cue, more heat flushed between her legs, and her ears started to grow red, a sign of her
arousal that Helena particularly loved. They kissed for a while until the documentary continued. Almost abruptly, Barbara
pulled away, trying to disguise her lust and need for oxygen. Helena lay panting on her lap, her lips as swollen as Barbara's,
her dark eyes shining with want. This time, she knew better than to say anything. Instead, she started to slip her hand
down her body, writhing in an attempt to make her movements noticeable.

Barbara almost froze at the sight. Helena was going to touch herself? She allowed Helena's hand to stray under the waistband
of her pants before she took action. She growled as she pulled Helena's hand out of her jeans, and Helena smiled. To her
surprise, Barbara easily lay herself on top of Helena, making sure her legs weren't in Helena's way. With ease, she pulled
down Helena's pants, slipping them slowly down to her ankles. She could feel Helena doing the same with her track-pants,
and moaned as she realized what Helena wanted to do. Soon, they were both naked, TV forgotten as they drank in the scent
of each other.

Barbara teasingly ran her hands down Helena's long legs, touching erogenous zones behind Helena's knees and on the insides
of her thighs. She could hear Helena gasp underneath her, the sudden intake of breath raising her body slightly. It was
a strange feeling, lying on top of Helena like this, but Barbara thought she could probably get used to it.

Although she couldn't feel it, she instinctively knew that Helena was touching her legs as well: she knew how Helena loved
them. She didn't know why, but Helena said they were extremely sexy. It was the first time Barbara had been complimented
on having sexy legs, but as long as Helena was happy....

She gasped loudly as she felt Helena's nose against her sex. Up until now, she hadn't felt a thing, but the sudden acknowledgement
of feeling took her by surprise. She could feel Helena's ragged breaths against her pulsing, hot sex, and felt weak at the
proverbial knees. Once she was used to the feeling, she quickly took Helena by surprise, licking the wet slit in front of
her, and circling Helena's clit briefly. Helena almost jumped out of her skin, raising Barbara's body once more, and Barbara
almost screamed as she felt Helena do the same to her, the metal of her piercing intensifying the sensation.

Finally, Barbara had had enough, and started to lick Helena in earnest, trying not to concentrate on her clit too much.
She felt Helena's tongue enter her as far as she could, and moaned as she started to writhe on top of Helena.

"Wait," Barbara panted. Helena did as she was told, but not really wanting to. "Take off your shirt."

Helena readily complied, almost ripping off her shirt in the struggle to get it off. Barbara had a much easier time,
as she was on top. Both moaned loudly as their breasts touched warm skin. Barbara started to writhe on top of Helena, and
her nipples rubbed teasingly along Helena's stomach. She could feel Helena's breasts against hers, and found the feeling
extremely erotic.

Both found themselves quickly wanting release, and almost simultaneosly, started to lick each other. Barbara moved onto
Helena's clit, circling it slowly, then tightening the circles. She felt Helena do the same, and inserted an experimental
finger into Helena's wet pussy. Helena bucked beneath her, almost crying at the coveted touch, and did the same to Barbara,
flicking her tongue against Barbara's clit at the same time. She felt Barbara heave above her, and start to press against
her inner g-spot. She quickly found Barbara's and soon both were pumping in and out of each other, their fingers pistoning
with ease due to the abundance of wet heat.

Soon, both women were once again writhing against each other, creating delicious friction which made them pant even harder.
Both were covered in sweat, and completely ignorant to their surroundings. Helena started to emit gasps each time Barbara
touched her g-spot and tongued her clit, and Barbara found these sounds increased her arousal. The feeling of tongues and
fingers was growing more intense, and soon both women were near release. However, Helena soon stopped.

"Wha?" Barbara gasped, incoherent and upset at the sudden cease of movement as she approached orgasm.

Helena said nothing, just flipped Barbara over till she was on top and Barbara underneath. Barbara still looked confused,
especially since Helena was now straddling her, but understood immediately when she felt the touch of a wet sex against her
own. The feeling was indescribable, and for one of the few times in her life, Barbara was lost for words. It seemed as if
Helena was the same, as she could only emit groans and yelps as she started to rub against Barbara.

Quickly, she built up speed, and both women had trouble keeping their eyes open. Barbara reached up to touch Helena's
breasts, and couldn't help but love the woman riding her. Helena's head was thrown back as she slid back and forth, but as
she started to reach orgasm, she quickly focused on Barbara.

"I love you," she panted, waiting till Barbara had opened her eyes before she bent down to kiss her lover.
This action completed their love-making, and both women started to see stars as extreme pleasure radiated from their joined
centers. Helena jerked uncontrollably at the sensation, and felt Barbara bucking slighly underneath her. She started to
slow her motions, prolonging their shared orgasm, but not stimulating over-sensitive nerves. Both could feel their inner
muscles convulsing as the intense wave of pleasure started to ebb. Helena collapsed onto Barbara's heaving chest, pillowing
her head on Barbara's breasts.

"I love you too," Barbara gasped, planting a kiss on Helena's head as she felt her breathing slowing down.
Helena smiled at Barbara's sincerity, and looked up, misty-eyed, into intense green eyes. She saw that Barbara was experiencing
the same emotion as she, and tenderly kissed her lips. Soon she was fast asleep, listening to Barbara's slowing heartbeat,
feeling the rise of her chest, and hearing her lover's breathing. She could barely hear Barbara softly talking to her, as
sleep dragged her into its depths, and she fell into a peaceful sleep.

Barbara saw that Helena had fallen asleep, and, reaching for the remote, turned off the TV and joined her in sweet dreams.